Suspensions. Notwithstanding anything to the contrary contained in this Agreement, the Company shall be entitled, from time to time, by providing written notice to the Class B Partners, to require such Class B Partners (and their Specified Permitted Transferees) to suspend the use of the prospectus for sales of Exchange Securities under any Shelf Registration Statement for a reasonable period of time not to exceed ninety (90) days in succession or one hundred eighty (180) days in the aggregate in any twelve (12) month period (a “Suspension Period”) if the Company shall determine in good faith that it is required to disclose in any such Shelf Registration Statement a financing, acquisition, corporate reorganization or other similar transaction or other material event or circumstance affecting the Company or its securities, and that the disclosure of such information at such time would be detrimental to the Company or the holders of its equity securities. Immediately upon receipt of such notice, the Class B Partners shall suspend the use of the prospectus until the requisite changes to the prospectus have been made as required below. Any Suspension Period shall terminate at such time as the public disclosure of such information is made. After the expiration of any Suspension Period and without any further request from a Class B Partner, the Company shall, as promptly as reasonably practicable, prepare a post-effective amendment or supplement to the applicable Shelf Registration Statement or the prospectus, or any document incorporated therein by reference, or file any other required document so that, as thereafter delivered to purchasers of the Exchange Securities included therein, the prospectus will not include an untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Notwithstanding the information provided in this Section 4.1(b), the Company may, at all times, in its good faith discretion and without a timing limitation, block all Transfers of Class A Shares by the Class B Partner Group under the Shelf Registration Statement if it becomes aware of any nonpublic information that has not been disclosed to the public.
Appears in 3 contracts
Samples: Resale and Registration Rights Agreement, Resale and Registration Rights Agreement (Silvercrest Asset Management Group Inc.), Resale and Registration Rights Agreement (Silvercrest Asset Management Group Inc.)
Suspensions. (a) Notwithstanding anything to the contrary contained in this Agreement, the Company shall be entitled, from time to time, by providing written notice (a “Notice of Suspension”) to the Class B PartnersInvestor (provided that in no event shall such notice contain any material, non-public information), to delay the filing or effectiveness of a Registration Statement or require such Class B Partners (and their Specified Permitted Transferees) the Investor to suspend the use of the prospectus Prospectus for sales of Exchange Registrable Securities under any Shelf an effective Registration Statement for a reasonable period of time not to exceed exceed, combined with any other suspensions under this Agreement, sixty (60) consecutive days or ninety (90) days in succession or one hundred eighty (180) days in the aggregate in any twelve (12) month 12)-month period (a “Suspension Period”) if the Company shall determine Board determines in good faith that it is required such filing, effectiveness or use would (i) require the public disclosure of material non-public information concerning any material transaction or negotiations involving the Company that would interfere with such material transaction or negotiations or (ii) otherwise materially interfere with material financing plans, acquisition activities or business activities of the Company; provided, that if at the time of receipt of such notice by the Investor, the Investor shall have sold all or a portion of the Registrable Securities pursuant to disclose in any such Shelf an effective Registration Statement and the reason for the Suspension Period is not of a financingnature that would require a post-effective amendment to the Registration Statement, acquisition, corporate reorganization or other similar transaction or other material event or circumstance affecting then the Company or shall use its securities, and that commercially reasonable efforts to take such action as to eliminate any restriction imposed by federal securities Laws by the disclosure of time such information at such time would Registrable Securities are scheduled to be detrimental to the Company or the holders of its equity securitiesdelivered. Immediately upon receipt of such noticea Notice of Suspension, the Class B Partners Investor shall suspend discontinue the use disposition of the prospectus Registrable Securities under an effective Registration Statement and Prospectus relating thereto until the requisite changes Suspension Period is terminated.
(b) The Company agrees that it will terminate any Suspension Period as promptly as reasonably practicable and will promptly notify in writing the Investor, to the prospectus have been made as required below. Any Suspension Period shall terminate at such time as the public disclosure extent it still beneficially owns Registrable Securities, of such information is madetermination (provided that in no event shall such notice contain any material, non-public information). After the expiration of any Suspension Period Period, and without the need for any further request from a Class B Partnerthe Investor, the Company shall, as applicable and as promptly as reasonably practicable, prepare a post-effective amendment or supplement to such Registration Statement, the applicable Shelf Registration Statement or the prospectusrelevant Prospectus, or any document incorporated therein by reference, or file any other required document so that, as thereafter delivered to purchasers of the Exchange Registrable Securities included therein, the prospectus Registration Statement or the Prospectus, as applicable, will not include an untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. Notwithstanding the information provided in this Section 4.1(b), the Company may, at all times, in its good faith discretion and without a timing limitation, block all Transfers of Class A Shares by the Class B Partner Group under the Shelf Registration Statement if it becomes aware of any nonpublic information that has not been disclosed to the public.
Appears in 3 contracts
Samples: Registration Rights Agreement (Allot Ltd.), Registration Rights Agreement (Allot Ltd.), Registration Rights Agreement (Sequans Communications)
Suspensions. (a) Notwithstanding anything to the contrary contained in this Agreement, the Company shall be entitled, from time to time, by providing written notice (a “Notice of Suspension”) to any of the Class B PartnersInvestors (provided that in no event shall such notice contain any material, non-public information unless notice is also being provided pursuant to Section 5.5 of the Purchase Agreement), to delay the filing or effectiveness of a Registration Statement or require such Class B Partners (and their Specified Permitted Transferees) any of the Investors to suspend the use of the prospectus Prospectus for sales of Exchange Registrable Securities under any Shelf an effective Registration Statement for a reasonable period of time not to exceed exceed, combined with any other suspensions under this Agreement, sixty (60) consecutive days or ninety (90) days in succession or one hundred eighty (180) days in the aggregate in any twelve (12) month 12)-month period (a “Suspension Period”) if the Company shall determine Board determines in good faith that it is required such filing, effectiveness or use would (i) require the public disclosure of material non-public information concerning any material transaction or negotiations involving the Company that would interfere with such material transaction or negotiations or (ii) otherwise materially interfere with material financing plans, acquisition activities or business activities of the Company; provided, that if at the time of receipt of such notice by an Investor, such Investor shall have sold all or a portion of the Registrable Securities pursuant to disclose in any such Shelf an effective Registration Statement and the reason for the Suspension Period is not of a financingnature that would require a post-effective amendment to the Registration Statement, acquisition, corporate reorganization or other similar transaction or other material event or circumstance affecting then the Company or shall use its securities, and that commercially reasonable efforts to take such action as to eliminate any restriction imposed by federal securities Laws by the disclosure of time such information at such time would Registrable Securities are scheduled to be detrimental to the Company or the holders of its equity securitiesdelivered. Immediately upon receipt of such noticea Notice of Suspension, an Investor shall discontinue the Class B Partners shall suspend the use disposition of the prospectus Registrable Securities under an effective Registration Statement and Prospectus relating thereto until the requisite changes Suspension Period is terminated.
(b) The Company agrees that it will terminate any Suspension Period as promptly as reasonably practicable and will promptly notify in writing an Investor, to the prospectus have been made as required below. Any Suspension Period shall terminate at such time as the public disclosure extent it still beneficially owns Registrable Securities, of such information is madetermination (provided that in no event shall such notice contain any material, non-public information). After the expiration of any Suspension Period in the case of an effective Registration Statement, and without the need for any further request from a Class B Partnerthe Investors, the Company shall, as applicable and as promptly as reasonably practicable, prepare a post-effective amendment or supplement to such Registration Statement, the applicable Shelf Registration Statement or the prospectusrelevant Prospectus, or any document incorporated therein by reference, or file any other required document so that, as thereafter delivered to purchasers of the Exchange Registrable Securities included therein, the prospectus Registration Statement or the Prospectus, as applicable, will not include an untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. Notwithstanding the information provided in this Section 4.1(b), the Company may, at all times, in its good faith discretion and without a timing limitation, block all Transfers of Class A Shares by the Class B Partner Group under the Shelf Registration Statement if it becomes aware of any nonpublic information that has not been disclosed to the public.
Appears in 1 contract
Samples: Registration Rights Agreement (Sequans Communications)
Suspensions. (a) Notwithstanding anything to the contrary contained in this Agreement, the Company shall be entitled, from time to time, by providing written notice (a “Notice of Suspension”) to the Class B PartnersShareholder, to delay the filing or effectiveness of a Registration Statement or require such Class B Partners (and their Specified Permitted Transferees) the Shareholder to suspend the use of the prospectus Prospectus for sales of Exchange Registrable Securities under any Shelf an effective Registration Statement for a reasonable period of time not to exceed sixty (60) consecutive days or ninety (90) days in succession or one hundred eighty (180) days in the aggregate in any twelve (12) month 12)-month period (a “Suspension Period”) if the Company shall determine Board (or the executive committee thereof) determines in good faith that it is required such filing, effectiveness or use would (i) require the public disclosure of material non-public information concerning any material transaction or negotiations involving the Company that would interfere with such material transaction or negotiations or (ii) otherwise materially interfere with material financing plans, acquisition activities or business activities of the Company; provided, that if at the time of receipt of such notice by the Shareholder, the Shareholder shall have sold all or a portion of the Registrable Securities (or have signed a firm commitment underwriting agreement with respect to disclose in any the sale of such Shelf Registrable Securities) pursuant to an effective Registration Statement and the reason for the Suspension Period is not of a financingnature that would require a post-effective amendment to the Registration Statement, acquisition, corporate reorganization or other similar transaction or other material event or circumstance affecting then the Company or shall use its securities, and that commercially reasonable efforts to take such action as to eliminate any restriction imposed by federal securities Laws by the disclosure of time such information at such time would Registrable Securities are scheduled to be detrimental to the Company or the holders of its equity securitiesdelivered. Immediately upon receipt of such noticea Notice of Suspension, the Class B Partners Shareholder shall suspend discontinue the use disposition of the prospectus Registrable Securities under an effective Registration Statement and Prospectus relating thereto until the requisite changes Suspension Period is terminated.
(b) The Company agrees that it will terminate any Suspension Period as promptly as reasonably practicable and will promptly notify in writing the Shareholder, to the prospectus have been made as required below. Any Suspension Period shall terminate at such time as the public disclosure extent it still holds Registrable Securities, of such information is madetermination. After the expiration of any Suspension Period in the case of an effective Registration Statement, and without the need for any further request from a Class B Partnerthe Shareholder, the Company shall, as promptly as reasonably practicable, prepare a post-effective amendment or supplement to such Registration Statement, the applicable Shelf Registration Statement or the prospectusrelevant Prospectus, or any document incorporated therein by reference, or file any other required document so that, as thereafter delivered to purchasers of the Exchange Registrable Securities included therein, the prospectus Registration Statement or the Prospectus, as applicable, will not include an untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. Notwithstanding .
(c) If a Suspension Period occurs during the information provided in Effectiveness Period for a Registration Statement, such Effectiveness Period shall be extended for a number of days equal to the total number of days during which the distribution of Registrable Securities is suspended under this Section 4.1(b), 2.4. If the Company may, at all times, in its good faith discretion and without notifies the Shareholder of a timing limitation, block all Transfers of Class A Shares by the Class B Partner Group under the Shelf Suspension Period with respect to a Registration Statement if it becomes aware of any nonpublic information requested pursuant to Section 2.1 (including a Demand Registration Request) that has not yet been disclosed filed or declared effective, (i) the Shareholder may by notice to the publicCompany withdraw such request without such request counting as a Demand Registration Request and (ii) the Shareholder will not be obligated to reimburse the Company for any of its out-of-pocket expenses, including Registration Expenses.
Appears in 1 contract
Samples: Investor Rights Agreement (Outlook Therapeutics, Inc.)
Suspensions. Notwithstanding anything to the contrary contained in this Agreement, the Company shall be entitled, from time to time(i) CME Group may, by providing written giving notice to the Class B Partners, to require such Class B Partners (and their Specified Permitted Transferees) to suspend the use of the prospectus for sales of Exchange Securities under any Shelf Registration Statement for a reasonable period of time not to exceed ninety (90) days in succession or one hundred eighty (180) days in the aggregate in any twelve (12) month period BVMF (a “Suspension PeriodDeferral Notice”) if ), suspend the Company shall determine in good faith that it is required to disclose in any such Shelf availability of the Registration Statement and the related Prospectus:
(1) upon the issuance by the SEC of a financing, acquisition, corporate reorganization or other similar transaction or other material event or circumstance affecting stop order suspending the Company or its securities, and that the disclosure of such information at such time would be detrimental to the Company or the holders of its equity securities. Immediately upon receipt of such notice, the Class B Partners shall suspend the use effectiveness of the prospectus until the requisite changes to the prospectus have been made as required below. Any Suspension Period shall terminate at such time as the public disclosure of such information is made. After the expiration of any Suspension Period and without any further request from a Class B Partner, the Company shall, as promptly as reasonably practicable, prepare a post-effective amendment or supplement to the applicable Shelf Registration Statement or the prospectusinitiation of proceedings with respect to the Registration Statement under Section 8(d) or 8(e) of the Securities Act,
(2) if the Registration Statement shall contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, or any document incorporated therein by reference, or file any other required document so that, as thereafter delivered to purchasers Prospectus forming a part of the Exchange Securities included therein, the prospectus will not include an Registration Statement shall contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. Notwithstanding misleading (including, in any such case, as a result of the information provided non-availability of financial statements), or
(3) if in the good faith judgment of the CME Group Board of Directors, it would be materially detrimental to CME Group or its securityholders for a registration or underwritten offering under this Section 4.1(b3.4 to be effected at such time.
(ii) Upon receipt of any Deferral Notice, BVMF agrees that it shall not sell any Registrable Securities pursuant to the Registration Statement (including any related Prospectus) until it receives copies of the supplemented or amended Prospectus provided for in Section 3.4(c)(iv) below and/or is notified of the effectiveness of the post-effective amendment to the Registration Statement provided for in Section 3.4(c)(iv) below, or until it is advised in writing by CME Group that the Prospectus may be used. BVMF agrees to treat the existence of, and facts relating to, any Deferral Notice or any notice pursuant to Section 3.4(b)(iv) as confidential and shall not disclose, and shall cause its officers and directors not to disclose, the existence of, or any facts relating to, any Deferral Notice or any notice pursuant to Section 3.4(b)(iv) to any Person other than to those of BVMF’s officers and directors who need to know such information for purposes of the performance of their duties as officers and directors of BVMF.
(iii) In the case of a suspension pursuant to Section 3.4(c)(i)(1), CME Group shall use commercially reasonable efforts to cause such stop order to be lifted as promptly as practicable.
(iv) In the Company maycase of a suspension pursuant to Section 3.4(c)(i)(2), at all timesCME Group shall as promptly as practicable prepare and file a post effective amendment to such Registration Statement or a supplement to the related Prospectus so that such Registration Statement does not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and such Prospectus does not contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in its good faith discretion and without the light of the circumstances under which they were made, not misleading, as thereafter delivered to the purchasers of the Registrable Securities being sold thereunder, and, in the case of a timing limitation, block all Transfers of Class A Shares by post effective amendment to the Class B Partner Group under the Shelf Registration Statement if use commercially reasonable efforts to cause it becomes aware to be declared effective as promptly as is reasonably practicable.
(v) CME Group shall be entitled to exercise its rights pursuant to this Section 3.4(c) to suspend the availability of a Registration Statement or any nonpublic information that has Prospectus in connection with developments covered by Section 3.4(c)(i)(3) no more than two (2) times in any calendar year and for no more than an aggregate of one-hundred twenty (120) days. CME Group shall not been disclosed be required to specify in the publicrelated Deferral Notice to BVMF the nature of the developments covered by Section 3.4(c)(i)(3) giving rise to a suspension.
Appears in 1 contract
Suspensions. (a) Notwithstanding anything to the contrary contained in this Agreement, the Company shall be entitled, from time to time, by providing written notice (a “Notice of Suspension”) to the Class B PartnersInvestor, to delay the filing or effectiveness of a Registration Statement or require such Class B Partners (and their Specified Permitted Transferees) the Investor to suspend the use of the prospectus Prospectus for sales of Exchange Registrable Securities under any Shelf an effective Registration Statement for a reasonable period of time not to exceed sixty (60) consecutive days or ninety (90) days in succession or one hundred eighty (180) days in the aggregate in any twelve (12) month 12)-month period (a “Suspension Period”) if the Company shall determine Board determines in good faith that it is required such filing, effectiveness or use would (i) require the public disclosure of material non-public information concerning any material transaction or negotiations involving the Company that would interfere with such material transaction or negotiations or (ii) otherwise materially interfere with material financing plans, acquisition activities or business activities of the Company; provided, that if at the time of receipt of such notice by the Investor, the Investor shall have sold all or a portion of the Registrable Securities pursuant to disclose in any such Shelf an effective Registration Statement and the reason for the Suspension Period is not of a financingnature that would require a post-effective amendment to the Registration Statement, acquisition, corporate reorganization or other similar transaction or other material event or circumstance affecting then the Company or shall use its securities, and that commercially reasonable efforts to take such action as to eliminate any restriction imposed by federal securities Laws by the disclosure of time such information at such time would Registrable Securities are scheduled to be detrimental to the Company or the holders of its equity securitiesdelivered. Immediately upon receipt of such noticea Notice of Suspension, the Class B Partners Investor shall suspend discontinue the use disposition of the prospectus Registrable Securities under an effective Registration Statement and Prospectus relating thereto until the requisite changes Suspension Period is terminated.
(b) The Company agrees that it will terminate any Suspension Period as promptly as reasonably practicable and will promptly notify in writing the Investor, to the prospectus have been made as required below. Any Suspension Period shall terminate at such time as the public disclosure extent it still holds Registrable Securities, of such information is madetermination. After the expiration of any Suspension Period in the case of an effective Registration Statement, and without the need for any further request from a Class B Partnerthe Investor, the Company shall, as applicable and as promptly as reasonably practicable, prepare a post-effective amendment or supplement to such Registration Statement, the applicable Shelf Registration Statement or the prospectusrelevant Prospectus, or any document incorporated therein by reference, or file any other required document so that, as thereafter delivered to purchasers of the Exchange Registrable Securities included therein, the prospectus Registration Statement or the Prospectus, as applicable, will not include an untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. Notwithstanding the information provided in this Section 4.1(b), the Company may, at all times, in its good faith discretion and without a timing limitation, block all Transfers of Class A Shares by the Class B Partner Group under the Shelf Registration Statement if it becomes aware of any nonpublic information that has not been disclosed to the public.
Appears in 1 contract
Samples: Registration Rights Agreement (Sequans Communications)
Suspensions. Notwithstanding anything to the contrary contained in this Agreement, the Company shall be entitled, from time to time, by providing written notice to the Class B Partnerseach Shareholder who holds Registrable Securities, to suspend the effectiveness of the Transaction Shelf Registration Statement or require such Class B Partners (and their Specified Permitted Transferees) applicable Shareholders to suspend the use of the prospectus Prospectus for sales of Exchange Registrable Securities under any the Transaction Shelf Registration Statement for a reasonable period of time not to exceed exceed, when combined with any suspension pursuant to Section 2.5, ninety (90) consecutive days in succession or one hundred eighty twenty (180120) days in the aggregate in any twelve (12) month period (a “Suspension Period”) ), if the Company shall determine Board (or the executive committee thereof) determines in good faith that it is required such effectiveness or use would (i) require the public disclosure of material non-public information concerning any material transaction or negotiations involving the Company that would interfere with such material transaction or negotiations or (ii) otherwise materially interfere with material financing plans, acquisition activities or business activities of the Company, provided, that, if at the time of receipt of such notice by a Shareholder, such Shareholder shall have sold Registrable Securities pursuant to disclose in any such the Transaction Shelf Registration Statement and the reason for the Suspension Period is not of a financingnature that would require a post-effective amendment to the Transaction Shelf Registration Statement, acquisition, corporate reorganization or other similar transaction or other material event or circumstance affecting then the Company or shall use its securities, and that commercially reasonable efforts to take such action as to eliminate any restriction imposed by federal securities Laws on the disclosure timely delivery of such information at such time would be detrimental to the Company or the holders of its equity securitiesshares. Immediately upon receipt of such notice, the Class B Partners Shareholders shall suspend discontinue the use disposition of Registrable Securities under the prospectus Transaction Shelf Registration Statement and Prospectus relating thereto until the requisite changes to the prospectus have been made as required below. Any such Suspension Period shall is terminated. The Company agrees that it will terminate at any such time Suspension Period as the public disclosure promptly as reasonably practicable and will promptly notify each Shareholder who holds Registrable Securities of such information is madetermination. After the expiration of any Suspension Period Period, and without any further request from a Class B Partnerthe Shareholders, the Company shall, shall as promptly as reasonably practicable, practicable prepare a post-effective amendment or supplement to the applicable Transaction Shelf Registration Statement or the prospectusProspectus relating thereto, or any document incorporated therein by reference, or file any other required document so that, as thereafter delivered to purchasers of the Exchange Registrable Securities included therein, the prospectus Prospectus will not include an untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. Notwithstanding the information provided in this Section 4.1(b)During any Suspension Period, the Company may, at all times, in its good faith discretion and without a timing limitation, block all Transfers of Class A Shares by the Class B Partner Group under the Shelf Registration Statement if it becomes aware of may not file any nonpublic information that has not been disclosed other registration statement or commence any offering relating to the publicCompany’s LMG Series A Stock, LMG Series B Stock or LMG Series C Stock or any other series of the Company’s LMG stock with the SEC (except with respect to registration statements on Form S-8).
Appears in 1 contract
Suspensions. (a) Notwithstanding anything to the contrary contained in this Agreement, the Company shall be entitled, from time to time, by providing written notice (a “Notice of Suspension”) to the Class B PartnersShareholder, to delay the filing or effectiveness of a Registration Statement or require such Class B Partners (and their Specified Permitted Transferees) the Shareholder to suspend the use of the prospectus Prospectus for sales of Exchange Registrable Securities under any Shelf an effective Registration Statement for a reasonable period of time not to exceed sixty (60) consecutive days or ninety (90) days in succession or one hundred eighty (180) days in the aggregate in any twelve (12) month 12)-month period (a “”Suspension Period”) if the Company shall determine Board (or the executive committee thereof) determines in good faith that it is required such filing, effectiveness or use would (i) require the public disclosure of material non-public information concerning any material transaction or negotiations involving the Company that would interfere with such material transaction or negotiations or (ii) otherwise materially interfere with material financing plans, acquisition activities or business activities of the Company; provided, that if at the time of receipt of such notice by the Shareholder, the Shareholder shall have sold all or a portion of the Registrable Securities (or have signed a firm commitment underwriting agreement with respect to disclose in any the sale of such Shelf Registrable Securities) pursuant to an effective Registration Statement and the reason for the Suspension Period is not of a financingnature that would require a post-effective amendment to the Registration Statement, acquisition, corporate reorganization or other similar transaction or other material event or circumstance affecting then the Company or shall use its securities, and that commercially reasonable efforts to take such action as to eliminate any restriction imposed by federal securities Laws by the disclosure of time such information at such time would Registrable Securities are scheduled to be detrimental to the Company or the holders of its equity securitiesdelivered. Immediately upon receipt of such noticea Notice of Suspension, the Class B Partners Shareholder shall suspend discontinue the use disposition of the prospectus Registrable Securities under an effective Registration Statement and Prospectus relating thereto until the requisite changes Suspension Period is terminated.
(b) The Company agrees that it will terminate any Suspension Period as promptly as reasonably practicable and will promptly notify in writing the Shareholder, to the prospectus have been made as required below. Any Suspension Period shall terminate at such time as the public disclosure extent it still holds Registrable Securities, of such information is madetermination. After the expiration of any Suspension Period in the case of an effective Registration Statement, and without the need for any further request from a Class B Partnerthe Shareholder, the Company shall, as promptly as reasonably practicable, prepare a post-effective amendment or supplement to such Registration Statement, the applicable Shelf Registration Statement or the prospectusrelevant Prospectus, or any document incorporated therein by reference, or file any other required document so that, as thereafter delivered to purchasers of the Exchange Registrable Securities included therein, the prospectus Registration Statement or the Prospectus, as applicable, will not include an untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. Notwithstanding .
(c) If a Suspension Period occurs during the information provided in Effectiveness Period for a Registration Statement, such Effectiveness Period shall be extended for a number of days equal to the total number of days during which the distribution of Registrable Securities is suspended under this Section 4.1(b), 2.4. If the Company may, at all times, in its good faith discretion and without notifies the Shareholder of a timing limitation, block all Transfers of Class A Shares by the Class B Partner Group under the Shelf Suspension Period with respect to a Registration Statement if it becomes aware of any nonpublic information requested pursuant to Section 2.1 (including a Demand Registration Request) that has not yet been disclosed filed or declared effective, (i) the Shareholder may by notice to the publicCompany withdraw such request without such request counting as a Demand Registration Request and (ii) the Shareholder will not be obligated to reimburse the Company for any of its out-of-pocket expenses, including Registration Expenses.
Appears in 1 contract